-- Changes Face of Customer Care with First at Scale Messaging Deployment on LiveEngage --

-- Customers Rapidly Migrating to LiveEngage Platform --

-- LiveEngage Fueling Strong Mobile Adoption and Usage Increases --

NEW YORK, July 27, 2016 /PRNewswire/ -- LivePerson, Inc. (NASDAQ: LPSN), a leading provider of mobile and online messaging, today announced financial results for the second quarter ended June 30, 2016.

Revenue

Total revenue was $56.7 million for the second quarter of 2016, a decrease of 4% as compared to the same period last year. Within total revenue, business operations revenue for the second quarter of 2016 was $52.4 million, a decrease of 5%. Revenue from consumer operations was $4.2 million, an increase of 10%.

LivePerson signed a total of 117 deals in the quarter, which includes the addition of 36 new customers. Trailing-twelve-months average revenue per enterprise and mid-market customer topped $200,000 in the second quarter of 2016, in line with the record result achieved in the first quarter of 2016.

"LivePerson game-changed the customer care landscape in the second quarter, partnering with a leading North American brand to provide millions of consumers an always on connection through messaging," said CEO Robert LoCascio. "LiveEngage has proven its value once again, fueling healthy usage increases, stronger mobile adoption, and now powering the first fully scaled messaging deployment that we believe will forever change the way brands engage with consumers. Execution is strong, aside from some delays in upsells to existing customers as we accelerate migrations to LiveEngage. We look forward to the potential upsides that will come from completing the shift to LiveEngage and transforming customer care."

Customer Expansion

During the second quarter, the Company signed contracts with the following new customers:

Direct Line Group, Britain's leading personal lines motor and home insurance company and a member of the FTSE 100 Index

A multinational consumer electronics retailer and services company

A global provider of vision health products

A leading Japanese eCommerce business

A government agency in California

The Company also expanded business with:

Hawaiian Airlines, the largest airline in Hawaii, and the 8th largest commercial airline in the United States

Several telecommunications companies

A multinational banking and financial services corporation

A top 10 global appliance manufacturer

A leading online financial services company

Net Loss

Net loss for the second quarter of 2016 was $7.8 million or $0.14 per share, as compared to net loss of $5.4 million or $0.09 per share in the second quarter of 2015. Net loss in the second quarter of 2016 included $3.1 million ($0.05 per share) of non-recurring expenses primarily associated with IP litigation and cost rationalization efforts. Net loss in the second quarter of 2015 included a net expense of $2.3 million ($0.03 per share) from restructuring and contingent earnouts.

Adjusted Net (Loss) Income and Adjusted EBITDA

Adjusted net loss for the second quarter of 2016 was $2.4 million or $0.04 per share, as compared to adjusted net income of $0.4 million or $0.01 per share in the second quarter of 2015. Adjusted net income excludes amortization, stock-based compensation, restructuring costs, acquisition costs, deferred tax asset valuation allowance, other non-recurring charges and the related income tax effect of these adjustments.

Adjusted EBITDA for the second quarter of 2016 was $4.6 million or $0.08 per share, as compared to $2.9 million or $0.05 per share in the second quarter of 2015. Adjusted EBITDA excludes provision for (benefit from) income taxes, other (income)/expense, net, depreciation and amortization, stock-based compensation, restructuring costs, acquisition costs and other non-recurring charges.

A reconciliation of the non-GAAP financial measures to GAAP measures has been provided in the financial tables included in this press release. An explanation of the non-GAAP financial measures and how they are calculated is included below under the heading "Non-GAAP Financial Measures."

Cash and Cash Equivalents

The Company's cash balance was $56.3 million at June 30, 2016, including $4.0 million of cash being used as collateral for foreign currency hedging instruments. The Company generated approximately $12.6 million of cash from operations and incurred capital expenditures of approximately $2.1 million. The Company also spent approximately $1.4 million to repurchase shares of its common stock during the second quarter of 2016. As of June 30, 2016, approximately $15.5 million remained available for purchases under the stock repurchase program.

Financial Expectations

We are reducing our 2016 revenue guidance by approximately 4% at the midpoint of previous and updated ranges. The revised guidance reflects approximately $2.0 million of incremental foreign exchange impact primarily tied to the British Pound and approximately $7.0 million tied to delays in anticipated upsells from existing customers. The acceleration of migrations and migration discussions in recent months is pulling forward revenue onto LiveEngage, but prompting some delays in upsells, as customers typically prefer to complete migrations before expanding services. We remain committed to capturing operating efficiencies and forecast total expenses will be approximately $12.0 million better in 2016 than 2015.

The Company's detailed financial expectations are as follows:

Third Quarter 2016

Guidance

Revenue (in millions)

$54.0 - $55.0

GAAP net loss per share

$(0.09) - $(0.07)

Adjusted net loss per share

$(0.03) - $(0.01)

Diluted adjusted EBITDA per share

$0.07 - $0.09

Adjusted EBITDA (in millions)

$3.8- $4.7

Fully diluted share count

56.5 million

Full Year 2016

Updated Guidance

Previous Guidance

Revenue (in millions)

$221.0 - $225.0

$230.0 - $235.0

GAAP net loss per share

$(0.34) - $(0.28)

$(0.17) - $(0.12)

Diluted adjusted net income (loss) per share

$(0.08) - $(0.03)

$0.05 - $0.10

Diluted adjusted EBITDA per share

$0.32 - $0.37

$0.40 - $0.45

Adjusted EBITDA (in millions)

$18.2 - $20.5

$23.0 - $26.0

Fully diluted share count

56.5 million

57.5 million

Other Full Year 2016 Assumptions

A negative foreign exchange impact on revenue of approximately $3.0 million, from $1.5 million previously

GAAP gross margin of approximately 70%

Amortization of purchased intangibles of approximately $6.5 million, from $7.5 million previously

Stock-compensation expense of approximately $10.5 million, from $12.0 million previously

Depreciation of approximately $13.0 million, from $11.5 million previously

Cash taxes paid of $1.0 million to $3.0 million

Tax rate of approximately 35% on non-GAAP items used to calculate adjusted net income

Capital expenditures of approximately $12.5 million, from $11.0 million

Stock-Based Compensation

Included in the accompanying financial results are expenses related to stock-based compensation, as follows (in thousands):

Three Months Ended

Six Months Ended

June 30,

June 30,

2016

2015

2016

2015

Cost of revenue

$

211

$

476

$

221

$

804

Sales and marketing

804

937

1,434

1,532

General and administrative

941

746

1,793

1,678

Product development

1,070

953

1,897

1,892

Total

$

3,026

$

3,112

$

5,345

$

5,906

Amortization of Purchased Intangibles

Included in the accompanying financial results are expenses related to the amortization of purchased intangibles, as follows (in thousands):

Three Months Ended

Six Months Ended

June 30,

June 30,

2016

2015

2016

2015

Cost of revenue

$

697

$

839

$

1,394

$

1,679

Amortization of purchased intangibles

1,017

1,178

1,941

2,490

Total

$

1,714

$

2,017

$

3,335

$

4,169

Supplemental Second Quarter 2016 Presentation

LivePerson will post a presentation providing supplemental information for the second quarter 2016 on the investor relations section of the Company's web site at http://www.liveperson.com/ir.

Earnings Teleconference and Video Discussion Information

The Company will discuss its second quarter 2016 financial results during a teleconference today, July 27, 2016. To participate via telephone, callers should dial in five to ten minutes prior to the 5:00 p.m. Eastern start time; domestic callers (U.S. and Canada) should dial 877-507-3684, while international callers should dial 928-328-1244, and both should reference the conference ID "46059850."

The conference call will also be simulcast live on the Internet and can be accessed by logging onto the investor relations section of the Company's web site at http://www.liveperson.com/company/ir.

If you are unable to participate in the live call, the teleconference will be available for replay approximately two hours after the call. To access the replay, please call 855-859-2056 (U.S. and Canada) or 404-537-3406 (international). Please reference the conference ID "46059850." A replay will also be available on the investor relations section of the Company's web site at http://www.liveperson.com/company/ir.

About LivePerson

LivePerson, Inc. (NASDAQ: LPSN) is a leading provider of mobile and online messaging, enabling a meaningful connection between brands and consumers. LiveEngage, the Company's enterprise-class, cloud-based platform, empowers consumers to stop wasting time on hold with 1-800 numbers, and instead message their favorite brands, just as they do with friends and family. More than 18,000 businesses, including Adobe, Citibank, EE, HSBC, IBM, Orbitz, PNC, The Home Depot, and Walt Disney rely on the unparalleled intelligence, security and scalability of LiveEngage to reduce costs, increase lifetime value and create meaningful connections with consumers.

Investors are cautioned that the following financial measures used in this press release are defined as "non-GAAP financial measures" by the Securities and Exchange Commission: adjusted EBITDA, or earnings/(loss) before provision for (benefit from) income taxes, other (income)/expense, depreciation and amortization, stock-based compensation, restructuring costs, acquisition costs and other non-recurring charges; and adjusted net income, or net income excluding amortization, stock-based compensation, restructuring costs, acquisition costs, deferred tax asset valuation allowance, other non-recurring charges and the related income tax effect of these adjustments. These measures may be different from non-GAAP financial measures used by other companies. The presentation of this financial information, which is not prepared under any comprehensive set of accounting rules or principles, is not intended to be considered in isolation. In addition, although we have provided a reconciliation of these measures to the nearest comparable GAAP measures, they should not be construed as alternatives to any other measures of performance determined in accordance with generally accepted accounting principles, or as indicators of our operating performance, liquidity or cash flows generated by operating, investing and financing activities, as there may be significant factors or trends that they fail to address. We present this financial information because we believe that it is helpful to some investors as a measure of our performance. We caution investors that non-GAAP financial information, by its nature, departs from traditional accounting conventions; accordingly, its use can make it difficult to compare our current results with our results from other reporting periods and with the results of other companies.

Safe Harbor Provision

Statements in this press release regarding LivePerson that are not historical facts are forward-looking statements and are subject to risks and uncertainties that could cause actual future events or results to differ materially from such statements. Any such forward-looking statements, including but not limited to financial guidance, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. It is routine for our internal projections and expectations to change as the quarter and year progress, and therefore it should be clearly understood that the internal projections and beliefs upon which we base our expectations may change. Although these expectations may change, we are under no obligation to inform you if they do. Actual events or results may differ materially from those contained in the projections or forward-looking statements. Some of the factors that could cause actual results to differ materially from the forward-looking statements contained herein include, without limitation: potential fluctuations in our quarterly revenue and operating results; competition in the markets for digital engagement technology, and web and mobile based consumer-facing services, and online consumer services; our ability to retain existing clients and attract new clients; potential adverse impact due to foreign currency exchange rate fluctuations; privacy concerns relating to the Internet that could result in new legislation or negative public perception; risks related to new regulatory or other legal requirements that could materially impact our business; our ability to effective operate on mobile devices; responding to rapid technological change and changing client preferences; additional regulatory requirements, tax liabilities, currency exchange rate fluctuations and other risks as we expand internationally and/or as we expand into direct-to-consumer services; impairments to goodwill that result in significant charges to earnings; the adverse effect that the global economic downturn may have on our business and results of operations; our ability to retain key personnel, attract new personnel and to manage staff attrition; risks related to the ability to successfully integrate past or potential future acquisitions; our ability to expand our operations internationally; failures or security breaches in our services, those of our third party providers, or in the websites of our customers; risks related to the regulation or possible misappropriation of personal information belonging to our customers' Internet users; potential failure to meeting service level commitments to certain customers; technology systems beyond our control and technology-related defects that could disrupt the LivePerson services; risks related to protecting our intellectual property rights or potential infringement of the intellectual property rights of third parties; legal liability and/or negative publicity for the services provided to consumers via our technology platforms; risks related to technological or other defects disrupting our services; errors, failures or "bugs" in our products may be difficult to correct; increased allowances for doubtful accounts as a result of an increasing amount of receivables due from customers with greater credit risk; payment-related risks; delays in our implementation cycles; risks associated with the recent volatility in the capital markets; our ability to secure additional financing to execute our business strategy; risks associated with our current or any future stock repurchase programs, including whether such programs will enhance long-term stockholder value, and whether such stock repurchases could increase the volatility of the price of our common stock and diminish our cash reserves; our ability to license necessary third party software for use in our products and services, and our ability to successfully integrate third party software; changes in accounting principles generally accepted in the United States; our ability to maintain our reputation; risks related to our recognition of revenue from subscriptions; our lengthy sales cycles; risks related to our operations in Israel, and the civil and political unrest in that region; natural catastrophic events and interruption to our business by man-made problems; the high volatility of our stock price; and risks related to our common stock being traded on more than one securities exchange. This list is intended to identify only certain of the principal factors that could cause actual results to differ from those discussed in the forward-looking statements. Readers are referred to the reports and documents filed from time to time by us with the Securities and Exchange Commission for a discussion of these and other important factors that could cause actual results to differ from those discussed in forward-looking statements.

LivePerson, Inc.

Condensed Consolidated Statements of Operations

(In Thousands, Except Share and Per Share Data)

(Unaudited)

Three Months Ended

Six Months Ended

June 30,

June 30,

2016

2015

2016

2015

Revenue

$

56,679

$

59,334

$

112,144

$

119,104

Costs and expenses:

Cost of revenue

17,508

18,052

(1)

33,372

34,307

(1)

Sales and marketing

23,088

24,382

45,764

48,676

General and administrative

10,161

10,306

(1)

19,690

20,470

(1)

Product development

10,719

10,109

19,933

19,909

Restructuring costs

—

2,988

—

2,988

Amortization of purchased intangibles

1,017

1,178

1,941

2,490

Total costs and expenses

62,493

67,015

120,700

128,840

Loss from operations

(5,814)

(7,681)

(8,556)

(9,736)

Other (expense) income, net

(646)

229

(12)

(2)

Loss before provision for (benefit from) income taxes

(6,460)

(7,452)

(8,568)

(9,738)

Provision for (benefit from) income taxes

1,306

(2,098)

1,861

(2,326)

Net loss

$

(7,766)

$

(5,354)

$

(10,429)

$

(7,412)

Net loss per share of common stock:

Basic

$

(0.14)

$

(0.09)

$

(0.19)

$

(0.13)

Diluted

$

(0.14)

$

(0.09)

$

(0.19)

$

(0.13)

Weighted-average shares used to compute net loss per share:

Basic

55,965,525

56,491,989

56,174,603

56,392,240

Diluted

55,965,525

56,491,989

56,174,603

56,392,240

(1)

The Company reclassified $0.2 million related to the fair value adjustment of the contingent earn-out for Engage from cost of revenue to general and administrativeexpenses to conform to the full year presentation.

Unaudited Supplemental DataThe following information is not a financial measure under generally accepted accounting principles (GAAP). In addition, it should not be construed as an alternative to any other measures of performance determined in accordance with GAAP, or as an indicator of our operating performance, liquidity or cash flows generated by operating, investing and financing activities as there may be significant factors or trends that it fails to address. We present this financial information because we believe that it is helpful to some investors as one measure of our operations. We caution investors that non-GAAP financial information, by its nature, departs from traditional accounting conventions; accordingly, its use can make it difficult to compare our results with our results from other reporting periods and with the results of other companies.

Three Months Ended

Six Months Ended

June 30,

June 30,

2016

2015

2016

2015

Reconciliation of Adjusted EBITDA (1):

Net loss in accordance with GAAP

$

(7,766)

$

(5,354)

$

(10,429)

$

(7,412)

Add/(less):

Amortization of purchased intangibles

1,714

2,017

3,335

4,169

Stock-based compensation

3,026

3,112

5,345

5,906

Depreciation

3,628

3,082

6,794

5,660

Other non-recurring costs

2,054

(2)

—

2,438

(3)

—

Contingent earn-out adjustments

—

(660)

(6)

—

(660)

(6)

Restructuring costs

—

2,988

—

2,988

Provision for (benefit from) income taxes

1,306

(2,098)

1,861

(2,326)

Other expense (income), net

646

(229)

12

2

Adjusted EBITDA (1)

$

4,608

$

2,858

$

9,356

$

8,327

Diluted adjusted EBITDA per common share

$

0.08

$

0.05

$

0.17

$

0.15

Weighted average shares used in diluted adjusted EBITDA per common share

56,234,050

57,159,353

56,415,576

57,151,181

Reconciliation of Adjusted Net (Loss) Income:

Net loss in accordance with GAAP

$

(7,766)

$

(5,354)

$

(10,429)

$

(7,412)

Add/(less):

Amortization of purchased intangibles

1,714

2,017

3,335

4,169

Stock-based compensation

3,026

3,112

5,345

5,906

Other non-recurring costs

2,404

(4)

—

2,788

(5)

—

Contingent earn-out adjustments

—

(660)

(6)

—

(660)

(6)

Deferred tax asset valuation allowance

692

—

692

—

Restructuring costs

—

2,988

—

2,988

Income tax effect of non-GAAP items

(2,500)

(7)

(1,704)

(8)

(4,014)

(7)

(2,230)

(8)

Adjusted net (loss) income

$

(2,430)

$

399

$

(2,283)

$

2,761

Diluted adjusted net (loss) income per common share

$

(0.04)

$

0.01

$

(0.04)

$

0.05

Weighted average shares used in diluted adjusted net (loss) income per common share

(2) Includes litigation costs of $1.6 million and severance costs of $0.5 million for the three months ended.

(3) Includes litigation costs of $1.9 million and severance costs of $0.5 million for the six months ended. For comparability, amounts have been reclassified where appropriate, to conform to current period presentation.

(4) Includes litigation costs of $1.6 million, write off of office facility depreciation of $0.3 million and severance costs of $0.5 million for the three months ended.

(5) Includes litigation costs of $1.9 million, write off of office facility depreciation of $0.4 million and severance costs of $0.5 million for the six months ended. For comparability, amounts have been reclassified where appropriate, to conform to current period presentation.

(6) For comparability, amounts have been reclassified where appropriate, to conform to prior period presentation.

(7) The Company's non-GAAP income tax effect for the current period uses a long-term projected tax rate of 35%.

(8) The Company's non-GAAP income tax effect was based on the effective tax rate, excluding discrete items.